REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 30th, 2005 • Oracle Healthcare Acquisition Corp. • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the day of , 2005, by and among Oracle Healthcare Acquisition Corp., a Delaware corporation (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
WARRANT AGREEMENTWarrant Agreement • September 30th, 2005 • Oracle Healthcare Acquisition Corp. • New York
Agreement made as of , 2005 between Oracle Healthcare Acquisition Corp., a Delaware corporation, with offices at 200 Greenwich Avenue, 3rd Floor, Greenwich, Connecticut 06830 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).
Oracle Healthcare Acquisition Corp. 200 Greenwich Avenue, 3rd Floor Greenwich, CT 06830 CRT Capital Group LLC Stamford, CT 06902Underwriting Agreement • September 30th, 2005 • Oracle Healthcare Acquisition Corp.
This letter is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and between Oracle Healthcare Acquisition Corp., a Delaware corporation (the “Company”), and CRT Capital Group LLC (the “Underwriter”), relating to an underwritten initial public offering (the “IPO”) of the Company’s units (the “Units”), each comprised of one share of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), and one warrant exercisable for one share of Common Stock (the “Warrants”). Certain capitalized terms used herein are defined in paragraph 11 hereof.
STOCK ESCROW AGREEMENTStock Escrow Agreement • September 30th, 2005 • Oracle Healthcare Acquisition Corp. • New York
STOCK ESCROW AGREEMENT, dated as of , 2005 (“Agreement”), by and among ORACLE HEALTHCARE ACQUISITION CORP., a Delaware corporation (“Company”), (collectively “Initial Stockholders”) and Continental Stock Transfer & Trust Company, a New York corporation (“Escrow Agent”).
ORACLE INVESTMENT MANAGEMENT OFFICE SERVICES AGREEMENTOffice Services Agreement • September 30th, 2005 • Oracle Healthcare Acquisition Corp. • New York
This Agreement is dated __________, 2005 and is entered into between Oracle Investment Management, Inc. (“Firm”) and Oracle Healthcare Acquisition Corp. (“Client”). Firm and Client agree that Firm will provide to Client for and in consideration of the fees set forth herein, an exclusive license to use the offices as provided herein below and, in common with Firm’s other clients, the non-exclusive license to use Firm’s facilities and services as outlined below.
